Your two step makes my chest pound
by VictoriaPyrrhi
Summary: They dance in the black room, altered, changed, and changing still. Prompt fill/birthday present for Zombei; Soul/Maka, smut, and genderbending. No particular timeline being adhered to, other than the vague implication of the Book of Eibon.


**"Your two step makes my chest pound"**

AN: Originally a prompt fill/birthday present for the lovely Zombei. M for smut also, genderbending is involved!

#4-SMUT-SOULXMAKA-AWKWARD BONERS DURING DANCE LESSONS (found over on the SoulEaterPromptArchive on Tumblr)

* * *

He is completely and totally unsure how to cope with this because they had resonated-like second nature, like they always do, souls reaching and twining together. He hadn't thought about the consequences.

"Soul?" Maka's voice is deeper than he's used to hearing, but not too deep. There's a part of him that doesn't want to respond.

"Over here," the words, like the resonance, are second nature.

She steps through the curtains, and Soul's not sure if he'll ever really get used to having to look _up_ to his meister. She's always been a lanky thing, but there's a gawky awkwardness there that's both familiar and strange. Familiar, because he remembers going through that phase, when arms and legs were suddenly and all at once too long. Strange because it's _Maka_ and she's kind of...well, a _dude_.

Not that he has all that much room to talk, given that he's got shaved legs and hair that's brushing his ass and these _tits_. He had entertained, once or twice in the dark of the night and during fantasies that he didn't really want to examine too closely, what it might be like to have tits. He didn't anticipate the way they would hang, heavy on his ribcage, or the fact that he couldn't even really _look_ at them, not without Maka giving him a disgusted look or a chop to the head. He gives his lanky meister a quick stare. _Would_Maka chop him, if he were a girl now?

Yeah, probably. Best not to risk it.

"This is weird," she says, and he nods, eyes level with her collarbone. He's painfully aware of how close they're standing, of the way Maka's hair brushes his-her, dammit, neck, of Maka's hand coming up hesitantly. She pushes a strand of Soul's long hair back and tucks it behind one of his ears.

Her hands are large and her skin scorches Soul's where they touch; he tries not to think about it too much because _weird_doesn't really begin to cover it, and he's dangerously close to grabbing one of Maka's hands and thoroughly examining the long, thin fingers and bony knuckles. Will her hands still have that little scar-the one at the base of her thumb that she got the first week they began training as partners?

He hopes so, but he doesn't dare look. He has enough problems not obsessing over her delicate feminine hands-he doesn't particularly want to start fixating on Maka's newly minted man-hands.

He'd like to focus on something else, but that plan is shot to shit because staring at Maka's face, with its sharper angles-curiously the same but still just different enough to be unsettling, isn't really an option. His eyes light back onto Maka's collarbone, which is covered, Soul notices, in familiar suit cloth. It's inky black and fits Maka's slim body like a well-made glove. She lacks a tie and her shirt is unbuttoned a little, and Soul can't help but notice that the shirt matches the color of his eyes.

"This is...different..."

She gives him a little lopsided smirk. "Not as different as you'd think. When I got here I was still in the black dress."

Soul chokes a little and flushes. "I, ah..._sorry_. It's a force of habit."

She gives him that little grin again, and brushes fingers across his lapel. "So I've noticed. This looks familiar." Soul glances down, not surprised to see that his subconscious has seen fit to stick him in his pinstripe suit. Except it's a little loose in the shoulders and snug around his chest and around his wider hips. He must look as uncomfortable as he feels because Maka says, "Hold on," and Soul watches in horrified fascination as her fingers easily pop open the jacket's button. "Better?"

Soul nods and studiously doesn't think about Maka's hands and undressing. Instead, he loosens his tie and undoes the first couple of buttons on his shirt, taking a moment to examine his meister closer.

"So you, ah, changed what you were wearing?"

It's Maka's turn to flush. "Well, ah. I think your subconscious isn't really caught up with the whole-" She gestures at him, pointing out the poor fit of his normal suit. "The dress wasn't really...sized properly, so I-winged it."

"Hm. I didn't know you could do that." Soul's glad that she did, though. He can only imagine the ill-fitting consequences of Maka's black dress.

"Me either. Good to know, though." Lightly, she tugs off the tie hanging around Soul's neck and slides it around hers. "I didn't know how to put a tie on, though-" She smiles down at her weapon, and he returns the look and tells himself that the thought of his meister in a suit isn't strangely arousing.

He's always been shitty at lying to himself.

Soul thinks about tying it for her, but wonders if that, of all things, might be too much. The temptation lingers though, red eyes fixed on the nervous bobbing of Maka's Adam's apple. Really, it's inevitable that they begin to sway closer together. This is the black room, and this is _them_, no matter what they might look like, and Soul inches closer to his meister as her palm wraps securely around his waist. They sway together slowly to scratchy jazz, the movements both familiar and alien.

This works really well for precisely 30 seconds until Soul forgets that he's not leading and Maka remembers that she can't dance worth a damn. Soul lets out a yelp that's far too high pitched for his liking as Maka's larger foot squashes his unfortunately dainty new toes.

"_Shit_, I'm sorry Soul!"

"Efff-no, it's cool. I didn't need that foot, anyway." He hates the petulant quality to his voice.

Maka gives him a little grin. "Hey, at least I didn't have heels on this time."

Soul glares up at her a little. "Yeah, you've just grown enormous feet instead."

"Hey now, my feet are perfectly fine!" She tightens her grip on Soul's waist, shifting closer.

"Your feet are _boats_," Soul responds.

"You're just jealous cause I'm taller than you are now."

"What? Pft, _no_." Ok, yes maybe, but he would die before admitting that outloud.

"Mmhm," Maka replies, and she's just a little too smug, and Soul is just a little too aware of the way he can feel her voice in her chest as she speaks.

"This is really weird," he says, and she nods. Soul doesn't so much see the gesture as he feels it, her breath skimming along his ear. He's confused; this is his meister, this is his Maka, and they've danced like this more times than he can count. There's something about the new broadness of her hands, about the wider set of her shoulders-it's familiar and different and words like _confusing_ and _weird_aren't really adequate to describe the tension that seems to have settled in his belly.

"Soul, I-" Maka pulls back a little, "I don't know ah, how to lead. Teach me?" The tension flares a little at the look in Maka's eyes, and Soul nods.

"S-sure." He trails a hand along Maka's arm and moves it slightly. "You should, ah-hold me like this," he murmurs, and hopes that she really is as inept as she claims because her hand is now set much lower than it would be normally and oh _god_what is he doing?

"Ok." Maka flexes her hand a little and heat from her fingertips and palm sinks into his skin. Soul lets out a breath.

"Good. Now, left arm up." Maka's arm pops up, and Soul gives her a little grin, "Ok, not that high, nerdlinger. You're not trying to impress teacher." The faint blush and pout combo is strange on Maka's more masculine face, but Soul's starting to come to terms with the fact that apparently his girl body does not give two shits about the fact that he's not attracted to dudes.

"Maybe I am," Maka mumbles.

"Am what?" Soul asks, lacing the fingers of his right hand with hers. The position isn't strictly correct either, but too bad.

"Trying to impress teacher."

Soul falters a little, hopes that his face isn't as red as it feels, and decides that really, he's just attracted to _Maka_and the fact that she's got man-hands and a very subtle layer of stubble and a dick is kind of irrelevant (if undeniably arousing to his frustratingly sensitive lady hormones). Instead of responding, he rests his left hand on Maka's shoulder, fingers dangerously close to Maka's neck. "All right. Now, step forward with your left foot."

Maka obeys, eyes darting down to make sure she doesn't squash Soul's foot again. Soul matches her step by gliding back. "Good. Step forward with your right foot, and slide it to the right-eyes up here, Maka," he scolds. Her eyes rocket back up to meet his, and the flush on her face really seems permanent at this point.

"Sorry."

Soul flashes her a grin. "It's cool. Just...trust me." He directs her through the rest of the set, partially surprised at how much he remembers of his dance lessons as a kid. It feels like a whole different life time. In a way, it really was. Maka moves them forward again, beginning the next set. She tries to keep her eyes focused on his, but Soul can tell she's struggling to not glance down. "Don't second guess yourself," he reassures her. "You've got this."

She gives him the little grin that's become so familiar over the years and leads them into another set. In the background, the music becomes a little clearer.

"So...is it working?" She brushes her thumb over Soul's hand.

"Hah?" Soul is startled out of the lull of motion and music and Maka's warmth by the question.

"I was wondering if it's working-trying to impress teacher."

He'd like to tell her no, to downplay the fact that he's really enjoying this, that he likes that they're pressed together like this, but what comes out is more raw, more honest, more than he intended to reveal. "You always impress me." _Dammit_. So embarrassing. He avoids Maka's shocked gaze by hiding in her collarbone. With a muted noise that Soul can't quite place, Maka tugs him flush against her in something that's not quite a hug and not quite something _else_.

She keeps to the beat of the music, and Soul's absurdly grateful that she's a fast learner because with his head tucked up under her chin and his nose nearly pressed into her neck, his brain appears to have skittered off somewhere on a permanent vacation. He finds that his hand, once safely anchored on his meister's shoulder, has crept up to wrap around the back of Maka's neck.

He feels hot and cold, and he's entranced by the small flush of goosebumps that pop up on Maka's neck as he exhales. The tension in his stomach flares again, and he registers the fact that Maka is effectively massaging his lower back; her fingers are warm and soothing, and it takes him another long moment before he realizes that she's already gotten under his jacket and is slowly inching her fingers underneath his shirt.

That sneaky little-except, it feels kind of really nice. Their steps have slowed again, and they sway together, movement faint. Soul exhales and watches the goosebumps spread across Maka's neck again. He doesn't think, caught in the soft, slow spell of the moment, and gently sets his lips against her skin.

Maka makes that little noise in the back of her throat again, and for the first time since they started dancing, pulls away slightly. Soul looks up, afraid that he'd gone too far, that his little lapse in restraint had possibly ruined whatever this..._thing_was before it even really got started. Though she refuses to look him in the eye, Maka also doesn't try to pull away any further-just holds her arms a little more rigidly.

_Fuck_. Her steps falter a little as she tries to lead them back into the waltz he taught her. Soul lets himself be led for a moment, but this sudden distance remains confusing and something of a sour note. "Maka-" He can feel her neck tense under his hand. "What's the matter?"

"What? Nothing," the words come too fast for Soul to even contemplate believing her. She's even worse at lying than he is. Soul raises an eyebrow at her and tries to close the small gap between them. Maka almost trips over her own feet trying to maintain the distance.

"Nothing, huh?" His thumb brushes across the skin of her neck. It's not quite as effective as his breath, but Soul can see the faint tremble that washes over his meister, and he uses that heartbeat to step in again. He presses close, flush against her. Maka reacts instinctively, and he feels her hand tighten on his back once more.

_Oh_. He understands now why Maka had pulled away, and the irony of the situation makes him want to laugh himself sick. There is the unmistakable feeling of an erection being pressed against his hipbone and he meets Maka's embarrassed gaze, eyes wide. "Oh."

Maka clears her throat. "Yeah, '_Oh_'." She shifts a little, uncomfortably, and Soul has to bite his tongue to keep in the moan that threatens to bubble forth. He must not have been successful though because Maka stills for a brief moment. Her eyes meet his again, but this time they're filled less with embarrassment and more with burgeoning curiosity. She shifts again, and Soul moves with her this time, keeping the pressure between them constant. He doesn't bother holding back the noises that bubble from his throat.

The music is a muted backdrop now, but they continue to move against each other-small, mostly controlled movements spiraling quickly out of control. Maka's hand slips back down, inching under his slacks, and Soul tightens his grip on her neck and oh, it appears that his hand is tangling into the hair at the base of his meister's neck and when did that happen? He wonders what it would feel like normally-long and just as silky?

The thought pulls him back for a moment just as Maka rocks her hips forward again, eliciting another completely unmanly noise from him. She appears to have the same thought as he does, but Soul counts it as a small victory that she doesn't withdraw this time. Instead, her breath is warm against his cheek. "Soul, I-is this ok?"

He plays with those soft strands of hair. "Do you want it to be ok?" He doesn't want to think about the way that his heart thuds louder and louder in his chest, or the persistent ache in his belly.

Maka makes a frustrated grumble, and buries her face in Soul's longer hair, words tumbling out, "I don't _know_. I'm confused and I don't I like girls, even if there was that one time but that was _Blair_ and I don't think that counts and I can't get rid of this boner and-" she pulls in a deep breath, "I just want _you_."

Soul blinks and lets the words of her tirade sink in and tries very, very hard not to focus on certain parts of it. "I think," he says slowly, and he's close enough now that his breasts are pressed flat against her chest, "that you are my meister. That you are Maka, and that I want you, too."

"But I'm a guy! Doesn't that bother you?"

Soul tugs down on the back of Maka's neck and tilts his head just _so_, pressing his lips to hers. She freezes for half a heartbeat before kissing him back. "There," he says, pulling away. "Does it seem like it bothers me?" She shakes her head, eyes wide. Soul gives her a little smile. "Do you remember what I told you way back when?"

Her lips quirk in a familiar smirk. "You've told me a lot of things over the years."

He grins in reply. "Yeah, but this was the most important one. 'In the end the shape and form don't matter at all, it's only the soul that matters. Nothing else.' I'm pretty sure you remember that."

Maka presses her lips together in a thin line, then nods her head once, as if deciding something. She squeezes his hand and releases it, then slides her hand along Soul's face. "I think I remember," she says with a little smile. She kisses him then, lips soft and warm, and Soul leans into it, free hand skimming along Maka's waist. She snickers a little, squirming away from him, and he slips his hand further between them, palming her erection. Maka squeaks a little against his mouth.

"Besides," he murmurs against her, "it doesn't seem to bother you very much." He squeezes her lightly, and she moans, pressing her hips into his hand.

"How do you deal with this?" she gasps as he zeroes in on the play of the tendons in her neck and latches on with gentle teeth. Maka doesn't even try to hide the moan.

"Deal with what?"

"_This_!" she grabs his hand and grinds against him. That feeling in his guts is back, stronger now, and he feels a strange dampness growing between his legs. "It's...incredibly inconvenient," she pants. Soul couldn't agree more. He gives her one last tug through the fabric of her slacks before he sneaks his hand under her suit jacket. He thinks it's cute the way she's managed to re-imagine her clothes into this suit but still forgot to add a belt. Her slacks hang low on her hips, and it's the work of a second to pop the button and tug down her zipper. _Oh_, it appears Maka also forgot to imagine boxers; he is merciful though, and does not call her out on free-ballin'. His questing fingers are met with smooth, hard skin that's both alien and achingly familiar.

"I tend to deal with it like this," he says, and wraps his dainty hand around her cock. Her sharp intake of breath is music to his ears, and he's beginning to understand that the slow burning in his gut is arousal. He rubs his thighs together, needing something to quell that rising sensation. He jerks his hand, keeping his grip a little loose, trying to focus on Maka's face and the series of noises coming from her mouth.

"O_hh-haaAh_-" She rocks forward, and Soul musters the willpower to untangle his hand from his meister's hair. He kisses her again, swallowing her soft pants down, tongue gently invading her mouth. His free hand makes short work of the buttons on her jacket and wastes no time getting to work on her shirt. His tie hangs around her neck, and his eyes trace it down to smooth skin and surprisingly defined abs. Soul's fingers follow his gaze, and Maka squirms a little. He grins into her mouth. Some things never change. His fingers skitter across her stomach and she laughs, pulling away, "Goddammit, Soul stop that-" She looks down at him, follows his hand and stops, poking a finger into her stomach. "Oh, _wow_ I am _ripped_."

Soul grumbles a little because he's pretty sure what abs he had are gone as a girl, but he can't deny that the sight of Maka's flushed skin and defined musculature kind of makes up for it. He has this overwhelming urge to lick the fine sheen of sweat off his meister, but he manages to refrain. Maka, now that she's finished admiring herself, moves on to greater endeavors, skating long fingers along his collar.

"This needs to go," she mutters, and pushes off his coat without further ado. Her face is flushed, and he's pretty sure that his isn't much better. She concentrates on carefully undoing the remainder of his buttons, peppering his skin with phantom touches. Maka tugs the remainder of his shirt out of his slacks and stares for a moment. Soul can't say he blames her. He's still completely gobsmacked about having tits. She brushes the rough pads of her fingers over his chest and the fleeting feeling is maddening. "Your boobs are bigger than mine," she grumbles.

"Uhh, sorry?" He didn't particularly think that they were, but perhaps he's spent more time staring at Maka's chest than he'd realized. She scowls a little at his boobs, but he's not too worried about it because she's massaging his flesh and _ooh _he will never look at tits the same way again.

She pinches his nipples then, and Soul makes a sound caught between a yelp and a moan. "You should be," she says, hands palming his flesh; Soul contemplates in some detached part of his brain if all boobs are like this and if maybe he ought to test this theory later.

That ache between his legs is only growing, and he wonders how Maka deals with it-if she deals with it. He's never noticed her aroused, but he realizes that, aside from the way his heart quickens and the increasing wetness of his now-lady parts, Maka could be aroused 24-7 _and he would never know_. It's nothing like having a boner-nothing quite so obvious, and he can't quite let the idea go.

Speaking of boners. In the wake of Maka's sudden interest in getting him out of his shirt, his grip has gone slack. She doesn't seem to be complaining, but Soul suspects that that's because she's way too interested fondling his funbags. He wonders, once again tightening his grip, if she could be convinced to wrap her talented mouth around a nipple. Would that be too far? Would he have to return the favor? Why does that thought kind of make his spine tingle pleasantly?

He pumps his hand a little faster this time, and watches as Maka's eyes roll in pleasure. Unfortunately, this results in a distinct lack of tit-touching as she appears much less able to multitask when her dick is involved in the equation.

Soul can sympathize. Having your dick stroked _is_distracting. Though he's never had the pleasure of experiencing that himself. He makes another note to see about changing that later on. "Do you like that?" he asked, surprised at the husky quality of his voice. He squeezes a little, trails his fingers lightly over the head, coating his hand in stickyslick precum.

She growls into his neck and rolls a nipple between her fingers. "_Fuuh_-god that's..._hah_...the stupidest question I've ever hear_daaah_!"

He knows it is, but there's something about hearing her say it that makes him incredibly satisfied. He trails fingertips along the underside of her erection and watches as her spine contorts. Maka lets out a hissing breath and then her hands are on his gently curved waist, and they're shifting, and Soul finds himself with a piano edge digging into his spinal column.

Her cock and his hand are trapped between them as Maka seals her mouth over his, frantic and aggressive in her desire. She tangles her tongue with his, and he has no qualms about lightly nipping at her lips. One warm palm unerringly finds a breast again, and Soul considers grabbing the other himself, just to see how it feels when Maka's other hand slithers down his bared stomach, leaving a trail of goosebumps in its wake.

That's distracting enough on its own, but then she's deftly unbuckling his belt, fingers pressing against his belly and twisting and she's tugging slacks and boxers down widened hips in one swift motion. One-handed, his brain stutters. Her thumb digs into hip. "God, Soul are we-"

Are they? Are they what? Getting each other off? He changes his grip a little, tightens, strokes. Maka lets out a groan, and buries her teeth into Soul's neck. "We better be," he replies, and shifts his hips towards her. "Maka, please-"

She doesn't wait, just presses warm fingers into the wet heat that's been building inside him, and Soul is nothing but arching back and canting hips and _fuck_ he needs more of that. The moan he makes is embarrassing in the extreme, but he's having a hard time giving a shit. She drags a finger along his slit, brushing just past _something_that makes his nerves burn.

"Hey Soul," she says, hot breath tickling his ear. She slips a finger into him, pumping slowly and _oh_that's strange and wonderful.

"_Haah_?"

"Gimme your hand." She doesn't wait for a response, but drags his hand down. For an instant, he feel bereft of her touch, but then she's back and oh that's his hand, too. "I wanna give you a little lesson," she says, and her voice is level and steady, if needy, but he can still see the faint flush lingering on her cheeks. "You know, in return for the dance lesson." Her finger shadows his, but ultimately, he's touching himself as she guides his digits along. He wants to keep jerking her off, but all the multitasking ability he was so proud of earlier has scattered in the wake of pure sensation.

There is a fire in him, building slowly and arcing through his nerves and blood and heart and lungs as Maka moves his finger-a stroke here, a swirl there. The pad of his finger brushes against his clit, because that's got to be what that is-making his hips spasm and all the muscles in his back tighten. He wants to press harder, go faster, anything to release the tension, but Maka keeps their pace steady as his breath comes faster. He almost doesn't register that those breathy, high-pitched moans are coming from him, but then, almost anticlimactic in its slowness, the tension breaks, rolling through his nerves like slow burning electricity. His hips roll into their joined hands, lazy in comparison to the frantic grinding of before.

"B_uh_," he slurs, and Maka smiles, pressing her lips to his jaw. His mouth is dry, and dimly, he realizes that that's because he's had it open, panting as he came. "'s it always like that?" he manages, trying not to sound as winded as he feels.

"Mmmnope," she says, trying to discretely wipe her hand off on her sagging pants.

"_No_?" He can't quite wrap his brain around it. "What are there like-different types?"

She nods, and mouths along his jaw, tongue flicking across his earlobe. "All kinds," she mumbles. "I can test you on them later...if you ah, want-"

Soul's bones are still somewhere between jello and paste, but he picks up on her garbled intentions. "I think I'd really like to learn," he says, and he feels her lips curl, can imagine the shy, pleased smile. He also thinks it's kind of adorable that she's unaware of the way she's slowly grinding against him. "Hey, Maka?"

"Mm?" She's moved back to his neck, and that will never not be distracting. Soul gently reminds her of the fact that he's still got her cock, and she grunts quietly into his throat. "_Oh_."

"Yeah, 'Oh.' Can I help you with that?" He's already starting moving his hand again as she groans.

"_Please_."

He likes the sound of the word, and intends to make her say it as often as he can later. He wonders what it sounds like in her normal alto, how breathy it might be, how high he can make her sing. He pumps a little harder, a little faster, and Maka's hips begin to rock. She braces herself on the lid of the piano, arms caging Soul in as her back bows.

He finds that he doesn't mind because he can nibble and lick along the skin of his meister's chest and neck. Maka pants as she moves, little quiet grunts, and Soul can't believe that he's already feeling hot and bothered again. Being a lady is kind of awesome in ways that he had not anticipated. She arches into his touch, tries to be mindful of not crushing him against the piano as he jerks her off.

Her grunts turn into moans, and Maka sinks her teeth into Soul's skin to muffle them. Her hips start to lose their rhythm, and he can feel the tenseness in her shoulders, see the faint trembling of the muscles in her arms and abs. She's close-he can tell even without the throbbing pulse of her dick in his hand. Maka releases his skin with a wet _pop_as she shudders and cries out.

She comes all over his stomach and hand. And her stomach. And pants. There might be some on his jacket, but he kind of doesn't care because Maka's slumping, all boneless artless grace. She gives him a little smile.

"Wow," she says. He returns the smile, supporting his meister until she assures him she can once again feel feelings.

"Yeah, wow." He's not entirely sure what that even encompasses anymore-their altered bodies, this sudden inability to stop touching each other, the implication that this is not a one-time-black-room-only deal echoes through him. He drags a hand through her shorter hair, and she meets his gaze, eyes tired but satisfied. "You ah, wanna go get cleaned up?" he asks, trying not to think about her jizz coating his hand and other parts.

"Mm. Shower?" she asks, kissing him lightly.

"Round two?" he replies, arching an eyebrow and giving her a little smirk.

"I think I'd like that," she says.


End file.
